Confluent, Inc. 8-K

What Happened

• Confluent, Inc. announced that on December 7, 2025 it entered into an Agreement and Plan of Merger with IBM and IBM’s wholly owned subsidiary Corvo Merger Sub, Inc., under which Confluent will become a wholly owned subsidiary of IBM upon closing. The Hart‑Scott‑Rodino (HSR) Act waiting period relating to the transaction expired at 11:59 p.m. Eastern Time on January 12, 2026.
• The merger remains subject to other customary closing conditions, including required antitrust and foreign investment approvals in certain jurisdictions and approval by Confluent’s stockholders. Confluent filed a preliminary proxy on December 23, 2025 and a definitive proxy statement on January 9, 2026; a special meeting of stockholders is scheduled for February 12, 2026.

Key Details

• Merger Agreement date: December 7, 2025.
• HSR waiting period expiration: January 12, 2026 at 11:59 p.m. ET.
• Proxy filings: preliminary proxy filed Dec 23, 2025; definitive proxy filed Jan 9, 2026; special meeting set for Feb 12, 2026.
• Solicitation participants: certain directors and executive officers (e.g., CEO Jay Kreps, CFO Rohan Sivaram, CRO Ryan Mac Ban) may be deemed participants in the proxy solicitation.

Why It Matters

• This is a definitive acquisition agreement that would make Confluent a wholly owned subsidiary of IBM if the remaining regulatory clearances and the Confluent stockholder vote are obtained. Investors should review the definitive proxy for full details and vote information. Proxy materials and other filings are available free on the SEC website (sec.gov) and Confluent’s investor relations page (confluent.io).